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Legacy LifePoint Health, Inc. Announces Final Results of Tender Offer and Consent Solicitation for Its 5.5% Senior Notes Due 2021, 5.875% Senior Notes Due 2023 and 5.375% Senior Notes Due 2024

November 28, 2018

BRENTWOOD, Tenn.--(BUSINESS WIRE)--Nov 28, 2018--Legacy LifePoint Health, Inc. (as successor by merger to Legend Merger Sub, Inc.) (the “Offeror” or “Legacy LifePoint”), a wholly-owned subsidiary of LifePoint Health, Inc. (formerly known as RegionalCare Hospital Partners Holdings, Inc. (d/b/a RCCH Healthcare Partners)) (“LifePoint”), announced today final results with respect to the Offeror’s previously announced tender offer to purchase for cash (the “Tender Offer”) any and all of Legacy LifePoint’s outstanding (i) 5.5% Senior Notes due 2021 (the “5.5% Senior Notes”), (ii) 5.875% Senior Notes due 2023 (the “5.875% Senior Notes”) and (iii) 5.375% Senior Notes due 2024 (the “5.375% Senior Notes” and, together with the 5.5% Senior Notes and 5.875% Senior Notes, the “Notes” and each, a “Series of Notes” or “Series”) and the related consent solicitation (the “Consent Solicitation”).

As of 12:00 midnight, New York City time, at the end of the day on November 27, 2018, the expiration date with respect to the Tender Offer and Consent Solicitation (the “Expiration Date”), the Offeror has been advised by D.F. King & Co., Inc., tender agent and information agent for the Tender Offer and Consent Solicitation, that (i) $1,073,343,000 (representing approximately 97.58%) of the aggregate principal amount of the 5.5% Senior Notes have been validly tendered and not withdrawn in the Tender Offer, (ii) $482,263,000 (representing approximately 96.45%) of the aggregate principal amount of the 5.875% Senior Notes have been validly tendered and not withdrawn in the Tender Offer and (iii) $488,560,000 (representing approximately 97.71%) of the aggregate principal amount of the 5.375% Senior Notes have been validly tendered and not withdrawn in the Tender Offer.

On November 9, 2018, the early tender deadline with respect to the Tender Offer and Consent Solicitation (the “Early Tender Date”), the Offeror was advised by D.F. King & Co., Inc. that (i) $1,073,313,000 (representing approximately 97.57%) of the aggregate principal amount of the 5.5% Senior Notes have been validly tendered and not withdrawn in the Tender Offer, (ii) $482,164,000 (representing approximately 96.43%) of the aggregate principal amount of the 5.875% Senior Notes have been validly tendered and not withdrawn in the Tender Offer and (iii) $488,535,000 (representing approximately 97.71%) of the aggregate principal amount of the 5.375% Senior Notes have been validly tendered and not withdrawn in the Tender Offer, and corresponding consents have been delivered in the related Consent Solicitation. By the Early Tender Date, the Offeror had received the requisite consents to the proposed amendments to the indentures governing the Notes. On November 16, 2018, the Offeror accepted and paid for all Notes validly tendered (and not validly withdrawn) at or prior to the Early Tender Date, concurrently with the closing of the Acquisition (as defined below).

Each holder who validly tendered its Notes and delivered its consents in the Tender Offer and Consent Solicitation prior to the Early Tender Date, and did not validly withdraw such tendered Notes at or prior to 5:00 p.m., New York City time, on November 9, 2018, the withdrawal deadline with respect to the Tender Offer and Consent Solicitation (the “Withdrawal Deadline”), has received the Total Consideration (as defined below). The consideration offered for Notes validly tendered after the Early Tender Date but prior to the Expiration Date, and not validly withdrawn, will be the Tender Consideration (as defined below).

The consideration for the Notes validly tendered (and not validly withdrawn) in the Tender Offer is set forth in the table below.

Holders of Notes of a Series will also receive accrued and unpaid interest from the last interest payment date for such Series of Notes up to, but not including, the applicable settlement date for such Series of Notes accepted for purchase in the Tender Offer. The final settlement date for Notes validly tendered after the Early Tender Date is expected to be November 29, 2018 or promptly thereafter.

The Tender Offer and Consent Solicitation are being conducted in connection with the previously announced acquisition of Legacy LifePoint by LifePoint that was completed on November 16, 2018 (the “Acquisition”).

This announcement does not constitute an offer to sell any securities or the solicitation of an offer to purchase any securities. The Tender Offer and Consent Solicitation are being made only pursuant to an Offer to Purchase and Consent Solicitation Statement dated October 29, 2018 (the “Tender Offer Materials”). The Tender Offer and Consent Solicitation are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer and Consent Solicitation to be made by a licensed broker or dealer, the Tender Offer and Consent Solicitation will be deemed to be made on behalf of the Offeror by one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

Barclays Capital Inc. is acting as dealer manager and solicitation agent (the “Dealer Manager”) for the Tender Offer and Consent Solicitation. D.F. King & Co., Inc. is acting as the tender agent and information agent for the Tender Offer and Consent Solicitation.

Requests for the Tender Offer Materials may be directed to D.F. King & Co., Inc. at (212) 269-5550 (for brokers and banks) or (800) 676-7437 (for all others) or e-mail at lpnt@dfking.com.

Questions or requests for assistance in relation to the Tender Offer and Consent Solicitation may be directed to the Dealer Manager at (800) 438-3242 (toll free) or (212) 528-7581 (collect).

About LifePoint Health®

LifePoint Health is a leading healthcare company dedicated to Making Communities Healthier®. Through its subsidiaries, it provides quality inpatient, outpatient and post-acute services close to home. LifePoint owns and operates community hospitals, regional health systems, physician practices, outpatient centers and post-acute facilities across the country. It is the sole community healthcare provider in the majority of the non-urban communities it serves. More information about the company can be found at www.LifePointHealth.net.

Forward-looking statements

This press release contains forward-looking statements within the meaning of applicable federal securities laws. The forward-looking statements include, without limitation, statements concerning the Tender Offer and Consent Solicitation. Forward-looking statements involve risks and uncertainties, including but not limited to economic, competitive, and technological factors outside the LifePoint’s or Legacy LifePoint’s control that may cause actual results to differ materially from the forward-looking statements. You should not place undue reliance on forward-looking statements as a prediction of actual results. Each of LifePoint and Legacy LifePoint expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in expectations or events, conditions or circumstances on which any such statements are based.

View source version on businesswire.com:https://www.businesswire.com/news/home/20181128005814/en/

CONTACT: Michelle Augusty

615-920-7654

Michelle.augusty@lpnt.net

KEYWORD: UNITED STATES NORTH AMERICA TENNESSEE

INDUSTRY KEYWORD: PRACTICE MANAGEMENT HEALTH HOSPITALS MANAGED CARE

SOURCE: Legacy LifePoint Health, Inc.

Copyright Business Wire 2018.

PUB: 11/28/2018 04:55 PM/DISC: 11/28/2018 04:55 PM

http://www.businesswire.com/news/home/20181128005814/en

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